Jacobs Private Equity Ups QXO Stake to 10.7%

TL;DR

Jacobs Private Equity now owns 10.7% of QXO, Inc. after filing amendment 3. Big stake!

AI Summary

On June 17, 2024, Jacobs Private Equity II, LLC, led by Bradley S. Jacobs, filed an amendment (No. 3) to its Schedule 13D regarding QXO, Inc. The filing indicates a change in beneficial ownership, with Jacobs Private Equity II, LLC now holding 10,000,000 shares of QXO, Inc. common stock, representing approximately 10.7% of the outstanding shares. This filing follows previous amendments and signifies a significant stake by Bradley S. Jacobs in the company.

Why It Matters

This filing signals increased influence or a strategic interest from a major shareholder in QXO, Inc., potentially impacting future corporate decisions and stock performance.

Risk Assessment

Risk Level: medium — Significant stake increases by activist investors can lead to volatility and strategic shifts, introducing uncertainty.

Key Numbers

• 10,000,000 — Shares Held (Jacobs Private Equity II, LLC's beneficial ownership in QXO, Inc.)
• 10.7% — Ownership Stake (Percentage of QXO, Inc. common stock held by Jacobs Private Equity II, LLC)

Key Players & Entities

• Jacobs Private Equity II, LLC (company) — Filing entity
• Bradley S. Jacobs (person) — Key individual associated with filing entity
• QXO, Inc. (company) — Subject company
• 10,000,000 (dollar_amount) — Number of shares held
• 10.7% (dollar_amount) — Percentage of shares held

FAQ

Key Financial Figures

• $0.00001 — me of Issuer) Common Stock, par value $0.00001 per share (Title of Class of Securiti
• $4 — elow) at an initial conversion price of $4.566, subject to customary anti-dilution
• $4.566 — 109,065 Shares, at an exercise price of $4.566 per share with respect to 50% of the Wa
• $6.849 — re with respect to 50% of the Warrants, $6.849 per share with respect to 25% of the Wa
• $13.698 — ith respect to 25% of the Warrants, and $13.698 per share with respect to the remaining
• $0.0001 — relating to the common stock, par value $0.0001 per share (the “ Shares ”),
• $0.001 — pany’s preferred stock, par value $0.001 per share (“ Preferred Stock &rdq

Filing Documents

• tm2417351d1_sc13da.htm (SC 13D/A) — 49KB
• tm2417351d1_ex99-11.htm (EX-99.11) — 21KB
• 0001104659-24-072353.txt ( ) — 72KB

Contracts, Arrangements,

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

is hereby amended and supplemented to include the following

Item 6 is hereby amended and supplemented to include the following: Lock-Up Agreement On June 13, 2024, JPE entered into a “lock-up” agreement (the “ Lock-Up Agreement ”) with Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC (collectively, the “ Agents ”). Pursuant to the terms of the Lock-Up Agreement, JPE has agreed, without the prior consent of the Agents, to not, during the period commencing on June 13, 2024 and ending 180 days after the date of public announcement of the private placement (the “ Private Placement ”) of Shares of the Company and warrants to purchase Shares of the Company (the “ Lock-Up Period ”), (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase, lend, or otherwise transfer or dispose of, directly or indirectly, any Shares or shares of the Company’s preferred stock, par value $0.001 per share (“ Preferred Stock ”), in each case, beneficially owned (as such term is used in Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the “ Exchange Act ”)), or any other securities so owned convertible into or exercisable or exchangeable for Shares or Preferred Stock or (ii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of the Shares or Preferred Stock, whether any such transaction described in clause (i) or (ii) above is to be settled by delivery of Shares, Preferred Stock or such other securities, in cash or otherwise. Such restrictions in the Lock-Up Agreement are subject to customary exceptions. The foregoing summary of the Lock-Up Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Lock-Up Agreement, a copy of which is attached as Exhibit 99.11 hereto and is incorporated by refe

Material to Be Filed

Item 7. Material to Be Filed as Exhibits.

is hereby amended and supplemented to include the following

Item 7 is hereby amended and supplemented to include the following: Exhibit No. Exhibit Description 99.11 Lock-Up Agreement, dated June 13, 2024 After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: June 17, 2024 JACOBS PRIVATE EQUITY II, LLC By: /s/ Bradley S. Jacobs Name: Bradley S. Jacobs Title: Managing Member By: /s/ Bradley S. Jacobs Name: Bradley S. Jacobs

View Full Filing

View this SC 13D/A filing on SEC EDGAR